HomeMy WebLinkAboutR-1992-D6082 Lookout / TADRESOLUTION NO.
A RESOLUTION authorizing execution of a site sublease agree-
ment with Tad Broadcasting, Inc., for Lookout
Point Communication Site.
WHEREAS, the City of Yakima and Tad Broadcasting, Inc.,
desire to arrange for the latter -named company's use of a
portion of the City of Yakima Lookout Point Communication
Site; and the City Council of the City of Yakima deems it to
be in the best interest of the City that such an arrangement
be carried out according to the provisions, terms, and condi-
tions of the attached agreement; and that it is in the best
interest of the City that the attached agreement be executed,
now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager and City Clerk of the City of Yakima are
hereby authorized and directed to execute an agreement with
Tad Broadcasting, Inc. for the purpose mentioned above, a true
copy of which agreement, entitled "City of Yakima Lookout
Point Communication Site Sublease Agreement," is attached
hereto and by reference made a part hereof.
ADOPTED BY THE CITY COUNCIL this 246 day of Nbuzat
1992.
ATTEST:
City Clerk
(res/sublease.sc)
Mayor
CITY OF YAKIMA
LOOKOUT POINT COMMUNICATION SITE
SITE SUBLEASE AGREEMENT
THIS SITE SUBLEASE AGREEMENT (this "Sublease") is entered
into this 1st day of January. 19 92 between the City of Yakima, a
municipal corporation ("Sublessor") and TAD Broadcasting. Inc.
("Sublessee")
WHEREAS, Sublessor possesses pursuant to a prior Lease
Agreement (the "Master Agreement") dated June 19, 1986 entered
into with Pacific Northwest Bell Telephone Company, a Washington
Corporation, dba U.S. West Communications, as Lessor, the right to
use and sublease a portion of the site described in the attached
Exhibit A located at Lookout Point Communication Site (the "Site");
WHEREAS, Sublessee desires to use certain space on the Site
selected by Sublessor and Sublessor is willing to permit such use on
the terms and conditions set forth herein;
NOW, THEREFORE, for good and valuable consideration, the
parties agree as follows:
1. Premises. Subject to the following terms and
conditions, Sublessor leases to Sublessee use of a portion of the
real property (the "Property") described in Exhibit A attached hereto.
Sublessee's use of the Property shall be limited to that portion of
the Property described in Exhibit B attached hereto, together with
easements for access and utilities as provided herein (collectively,
the "Premises").
2. Use. The Premises may be used by Sublessee for the
transmission and reception of radio communication signals using the
radio(s), antenna(s) and frequencies as described in Exhibit B,
provided that Sublessee shall not commence transmission or
reception of radio communications signals without first providing
evidence of compliance with paragraph 5. Sublessor agrees to
cooperate with Sublessee in obtaining, at Sublessee's expense, all
licenses and permits required for Sublessee's use of the Premises
1
(the "Governmental Approvals"). Sublessee's use of the property
shall be limited to use as a communications site only.
3. Term. The term of this Sublease shall be 12 months,
commencing upon the date previously set forth in this document (the
"Commencement Date") and terminating at Midnight, December 31,
1992. Sublessee shall have the right to extend this Sublease for
Two (2) - 12 month terms. Each renewal term shall be on the same
terms and conditions as set forth herein, except that Rent shall be
increased January 1 of each year by seven percent (7%), rounded to
the nearest five dollar increment.. Sublessor shall communicate the
amount of rental adjustment to Sublessee. This Sublease shall
automatically be renewed for each successive renewal term unless
Sublessee shall notify Sublessor of Sublessee's intention not to
renew this Sublease at least sixty (60) days prior to the expiration
of the term or any renewal term.
4. Rent.
a. Upon the Commencement Date, Sublessee shall pay
Sublessor, as rent, the sum of Six Hundred Thirty Dollars ($630) per
year ("Rent"). Should the commencement date be other than January
1, the rent shall be prorated from the commencement date to
December 31 of the current year. Rent shall be due and payable in
advance annually on the first day of each subsequent year of the
term of this Sublease to Sublessor at the address specified in
paragraph 13 below.
b. (Optional) If as a part of this agreement the
Sublessee is using the Sublessor's microwave radio system,
additional rent of Not Applicable ($N/A) per year shall be paid as set
forth in Paragraph 4(a) for each microwave channel used as
described in Exhibit B.
c. If this sublease is terminated at a time other than
on the last day of the yearly anniversary date, Rent shall be prorated
as of the date of termination. This Sublease may be terminated by
the Sublessee on any annual anniversary date during the term of this
agreement on sixty (60) days notice given to the Sublessor.
2
5. Interference.
a. Sublessee shall not use any portion of Sublessor's
properties in any way which interferes with the operations of
Sublessor, its tenants, licensees, invitees or agents, ("Other Users").
Such interference shall be deemed a material breach by Sublessee
and Sublessee shall have the responsibility to terminate said
interference immediately.
b. It will be presumed that existing equipment on site
will not interfere with new equipment. It will be the duty of the
party installing new equipment to ensure the new equipment does
not interfere with any existing equipment that is on site and
operational.
c. Sublessee acknowledges and understands that
Sublessee's equipment may be interfered with by other equipment on
site. If such interference occurs, Sublessee specifically waives all
claims in law or in equity it may have against Sublessor as a result
of the interference, including but not limited to actual damages, lost
profits, lost revenues, loss of goodwill and consequential damages.
6. Improvements; Utilities; Access.
a. Sublessor shall provide Sublessee ingress, egress,
and access suitable for vehicle travel between the leased premises
and Lookout Point Road at no additional charge. The breach of this
provision will not result in any liability to Sublessor for lost
profits, lost revenues, lost goodwill or any consequential damages.
7. Termination.
Except as otherwise provided herein, this Sublease may
be terminated, without any penalty or further liability, on sixty (60)
days' written notice as follows: (a) by either party upon a default of
any covenant or term hereof by the other party, which default is not
cured within sixty (60) days of receipt of written notice of default
(without, however, limiting any other rights available to the parties
pursuant to any other provision hereof); (b) by Sublessee if it is
unable to obtain or maintain any license, permit or other
Governmental Approval necessary to the operation of the Sublessee's
equipment or Sublessee's business; 04' (c) by Sublessee if the
3
Premises are or become unacceptable under Sublessee's design or
engineering specifications for its communications system.
8. Taxes. Sublessee shall pay before delinquency any
personal property taxes assessed on, or any portion of such taxes
attributable to the Sublessee's equipment. Sublessee shall pay to
Sublessor, within sixty days notice from Sublessor, any increase in
real property taxes levied against the Premises which is directly
attributable to Sublessee's use of the Premises and the Sublessor
agrees to furnish proof of such increase to Sublessee.
Sublessee shall pay before delinquency all other taxes and
assessments including but not limited to the leasehold excise tax
(RCW 82.29A) which may be assessed against Sublessor or Sublessee
as a result of Sublessee's use of the premises.
9. Insurance.
a. Sublessee will provide Comprehensive General
Liability Insurance in a aggregate amount of $100.000, and name
Sublessor, their agents, officers and employees and Lessor, as
additional insureds on the policy or policies. Sublessee may satisfy
this requirement by obtaining appropriate endorsement that is
acceptable to Sublessor to any umbrella policy of liability insurance
Sublessee may maintain.
b. Neither party shall be liable to the other (or to the
other's successors or assigns) for any loss or damage caused by fire
that is not the result of the negligence or willful act of that party
or any of the risks enumerated in a standard "All Risk" insurance
policy not the result of the negligence or willful act of that party,
and, in the event of such insured loss, neither party's insurance
company shall have a subrogated claim against the other.
10. Destruction of Premises. If the Premises or the Antenna
Facilities are destroyed or damaged so as, in Sublessee's judgement
to hinder the effective use by the Sublessee, Sublessee may elect to
terminate this Sublease as of the date of the damage or destruction
by so notifying Sublessor not more than 45 days following the date
of damage. In such event, all rights and obligations of the parties
shall cease as of the date of the damage or destruction and
Sublessee shall be entitled to the reimbursement of Rent paid for
the remainder of that year by Sublessee.
4
11. Condemnation. If a condemning authority takes all of the
Property, or a portion sufficient, in Sublessee's determination to
render the Premises unsuitable for the use which Sublessee was
then making of the Premises, this Sublease shall terminate as of the
date the title vests in the condemning authority. The parties shall be
entitled to share in the condemnation proceeds in proportion to the
values of their respective interests in the Premises. Sale of all or
part of the Premises to a purchaser with the power of eminent
domain in the face of the exercise of the power, shall be treated as a
taking by condemnation.
12. Hold Harmless. Sublessee agrees to defend indemnity and
to hold Sublessor and Lessor harmless from any and all claims
arising out of the performance of this Agreement, except for claims
arising from the negligence or intentional acts of Sublessor or
Lessor, or their respective agents and independent contractors.
13. Notices. All requests, demands and other
communications hereunder shall be in writing and shall be deemed
given if personally delivered or mailed, certified mail, return
receipt requested, or sent by overnight carrier to the following:
If to Sublessor, to:
Chief of the Yakima Fire Department
401 North Front Street
Yakima, WA 98901
If to Sublessee, to:
TAD Broadcasting, Inc
dba: KYXE/KHYT Radio
123 South 2nd Street
Yakima, WA 98901
5
14. Improvements and Changes.
Sublessee shall be required to obtain Sublessor's
approval in writing before making any improvements or changes
other than specified herein. Sublessee shall pay for all changes they
make to the property. If Sublessee moves or damages any property
on site, Sublessee shall pay all costs to restore the property so
moved or damaged.
15. The Master Agreement. Sublessee acknowledges that all
rights of Sublessor to offer to Sublease use of a portion of the
Property are derived from the Master Agreement between Sublessor
and Pacific Northwest Bell Telephone Company, a Washington
Corporation, dba U.S. West Communications, dated June 19, 1986. No
good -faith act or omission by Sublessor reasonably required of
Sublessor under the Master Agreement shall be deemed a breach by
Sublessor of this Sublease. In the event of termination of the
Master Agreement for any reason, this Sublease shall terminate, and
Sublessee shall have no cause of action on account of said
termination.
16. Successors and Assigns. This Sublease shall be binding
upon and inure to the benefit of the parties, their respective
successors, personal representatives, and assigns.
17. Work on the Tower. Each of the parties to this Sublease
and their employees and agents assumes the risk of working on the
Tower equipment and the Premises associated with the Sublease.
Further, each of the parties agrees to indemnify, defend and hold
harmless the other party from any injury incurred while working on
the Tower equipment and Premises unless the injury is caused by
neglect or an intentional act of the other party or the other party's
agent or employee. This paragraph has full force and effect
irrespective of who owns the Tower equipment or Premises.
18. Restoration of premises upon abandonment or
termination. All rights hereunder shall cease and terminate if and
when use of said parcel for said purposes shall have been abandoned,
and two years non-use thereof shall be conclusive evidence of such
abandonment. Upon abandonment or termination of Sublease by
expiration or breach or otherwise, Sublessee shall restore said
property to a condition satisfactory to Sublessor; provided that the
property need not be restored to a better condition than that
6
existing at the commencement of this Sublease. Sublessee shall
have a reasonable amount of time after any such termination to
remove any of its facilities located on said property, and if it does
not do so, Sublessor shall have the election of removing such
facilities and charging Sublessee for the cost of such removal or
retaining such facilities in full satisfaction of Sublessee's
obligation to remove the same.
19. Liens for labor or material. Sublessee shall keep said
leased premises free and clear of mechanic's liens and any and all
other liens for labor and materials caused to be used on said leased
property by Sublessee.
20. Miscellaneous.
a. The substantially prevailing party in any litigation
arising hereunder shall be entitled to its reasonable attorneys' fees
and court costs, including appeals, if any.
b. This Sublease constitutes the entire agreement and
understanding of the parties, and supersedes all offers, negotiations
and other agreements. There are no representations or
understandings of any kind not set forth herein. Any amendments to
this Sublease must be in writing and executed by both parties.
c. If either party is represented by a real estate
broker in this transaction, that party shall be fully responsible for
any fee due such broker, and shall hold the other party harmless
from any claims for commission by such broker.
d. This Sublease shall be construed in accordance
with the laws of the state in which the Property is located. Venue
shall be in Yakima County, Washington.
e. If any term of this Sublease is found to be void or
invalid, such invalidity shall not affect the remaining terms of this
Sublease, which shall continue in full force and effect.
7
DATED as the date first set forth above.
SUBLESSOR: City of Yakima
By: -77.-!4;\
City Manager
Attest
City Clerk
SUBLESSEE: TAD Broadcasting, Inc.
By:
Its:
8
STATE OF
ss
County of
On this " day of FE/5t04-R-1 , 19 9 Z-, before me, a
Notary Public in and for the State of tet=Kai s
personally appeared , known to me to be
the Po-EsI Dew"- of T-i-®—02O4Dc-11-STIA141.(/JG., the
corporation that executed the within and foregoing instrument, and
acknowledged the said instrument to be the free and voluntary act
and deed of said corporation for the uses and purposes therein
mentioned, and on oath stated that CoA/ Ttezex%ea- was
authorized to execute said instrument and that the seal affixed
thereto is the corporate seal of said corporation.
WITNESS my hand and the official seal affixed the day and year
first above written.
,. A r•.iVI.Yi
"OFFICIAL SEAL"
Joan M.
Notary Public, State of Illinois
My Commission Expires Dec. 20, 1994
in and for the
State of
My commission expires /=� 9
9
STATE OF )
ss
County of )
On this day of , 19 , before me, a
Notary Public in and for the State of ,
personally appeared , known to me to be
the of , the
corporation that executed the within and foregoing instrument, and
acknowledged the said instrument to be the free and voluntary act
and deed of said corporation for the uses and purposes therein
mentioned, and on oath stated that was
authorized to execute said instrument and that the seal affixed
thereto is the corporate seal of said corporation.
WITNESS my hand and the official seal affixed the day and year
first above written.
NOTARY PUBLIC in and for the
State of
My commission expires
10
EXHIBIT A
LEGAL DESCRIPTION
to the Site Sublease Agreement dated January 1 , 19 92
between the City of Yakima, as Sublessor, and
TAD Broadcasting, Inc.
The Premises are legally described as follows:
That portion of Section 11, Township 13 North, Range 18 East, W.M.,
Yakima County, Washington, described as follows:
Commencing at the southeast corner of said Section 11; thence north
0 35'47" west along the east line of said section 2647.78 feet;
thence south 89 15'35" west 573.75 feet; thence north 58 02'54"
west 769.70 feet; thence north 31 57'06" east 165.00 feet to the
true point of beginning; thence north 31 57'06" east 75.00 feet;
thence north 58 02'54" west 50.00 feet; thence south 31 57'06" west
75.00 feet; thence south 58 02'54" east 50.00 feet to the said point
of beginning.
Including an access road suitable for vehicular travel between the
leased premises and Lookout Point road.
11
EXHIBIT B
EQUIPMENT TECHNICAL
DESCRIPTION
to the Site Sublease Agreement Dated //de , 1912g,
between the City of Yakima, as Sublessor,
and
Transmitter/Receiver / of
The equipment to be installed is described as follows:
License Call Sign: JI4 9 ?
Date of Issue: /`/4!/0.r°
Class of Service:#44p44,2. Type of Emission:
(FCC Symbol) (FCC Symbol)
Chief Engineer or Service Company: x''24/6- £/,E . 7V/b 1Lf1L
Address:
Phone:.$'P, 54.rA/ '0 Emergency Phone: 4/X2'..- t/1"
Pager Phone #: 37J .- ®.5 2i' Type: Q/40.s4Ar)y
ANTENNA:
Type: Omni:
Directional , Azimuth:?J$ Polarization: A!.. ~A.
Manufacturer: , 7"/ Gain: .5-424r
Physical Description, (Size, Shape, Dimension): `Pige,,,,/e, ,
geatSdre
TRANSCEIVER:
Equipment Manufacturer: ~Aryl/ Year Purchased: 494 -
Model Number: „$ r ,e.— Type of Duty: ~Naomi 444,I
Cabinet/Rack Size: ate,/
Control Method: Wireline
Microwave )C RF Link
TRANSMITTER: RECEIVER.:
Output Power: 3.10,14,7-s,.. AC Power •Drain : A T 4ig/77 S
Control Tone(Hz): A04 Control Tone (HZ): AA"
AC Power Drain: 44,444,77S
TX Frequencies(MHZ): RX Frequencies(Mhz):
Crystal: ,411i404M01=6- Mult 1 :
Mult 2 : Mult 3 :
Mult 4 : Output :
CHANNEL ONE:
Crystal: ?'qr• 42/i y&..
IF 1
IF 2
Input :
CHANNEL TWO:
Crystal: Mult 1 : Crystal:
Mult 2 : Mult 3 : IF 1
Mult 4 : Output : IF 2
input .
CHANNEL THREE:
Crystal: Mult 1 :
Mult 2 : Mult 3 :
Mult 4 : Output :
Crystal: Mult 1 :
Mult 2 : Mult 3 :
Mult 4 : Output :
CHANNEL FOUR:
18
Crystal:
IF 1
IF 2
Input
Crystal:
IF 1
IF 2
Input :
BP"qNESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. Iia
For Meeting Of 3/24/92
ITEM TITLE: Resolutions Authorizing Lookout Point Communication
Site Sublease.
SUBMITTED BY: Gerald A. Beeson, Fire Chief
CONTACT PERSON/TELEPHONE: Wayne Wantland, Electronic Supervisor
575-6048
SUMMARY EXPLANATION:
Since 1990, the City has had a site sublease agreement with Tad Broadcasting,
Inc. for use of part of the Lookout Point Communication Site. Arrangement
is governed by a sublease agreement. The agreement for this company has now
been updated to provide an additional twelve-month term, with a 7% increase
in rent. The attached resolution authorizes execution of this document.
x Resolution Ordinance Contract Minutes Plan/Map
Notification List Other (Specify)
APPROVED FOR SUBMITTAL:
City Manager
STAFF RECOMMENDATION: Approve Resolution authorizing execution of
sublease agreement.
BOARD/COMMISSION RECOMMENDATION:
COUNCIL ACTION: Resolution No. D-6082